Based on the Depression-era bildungsroman memoir of writer A. E. Hotchner, the film follows the story of a boy struggling to survive on his own in a hotel in St. Louis after his mother is committed to a sanatorium with tuberculosis. His father, a German immigrant and traveling salesman working for the Hamilton Watch Company, is off on long trips from which the boy cannot be certain he will return.
| Camera | Elliot Davis | Director of Photography |
| Editing | Steven Soderbergh | Editor |
| Writing | Steven Soderbergh | Screenplay |
| Directing | Steven Soderbergh | Director |
| Writing | A. E. Hotchner | Novel |
| Crew | John Lydon | Driver |
| Sound | Cliff Martinez | Original Music Composer |
| Production | Barbara Maltby | Producer |
| Production | Ron Yerxa | Producer |
| Costume & Make-Up | Susan Lyall | Costume Design |
| Art | Bill Rea | Art Direction |
| Art | Claire Jenora Bowin | Set Decoration |
| Production | John Hardy | Executive Producer |
| Production | Albert Berger | Producer |
| Art | Gary Frutkoff | Production Design |
| Directing | Gregory Jacobs | First Assistant Director |
| Directing | Allen Kupetsky | Second Assistant Director |
| Directing | Lynn K. D'Angona | Second Second Assistant Director |
| Editing | Alexandra Root | Dailies Manager |
| Production | Deborah Aquila | Casting |
| Costume & Make-Up | Laura Connolly | Hair Designer |
| Costume & Make-Up | Susan Mills | Key Hair Stylist |
| Costume & Make-Up | Jeaneen Muckerman | Assistant Hairstylist |
| Costume & Make-Up | Elaine L. Offers | Makeup Supervisor |
| Costume & Make-Up | Ann Pala | Assistant Makeup Artist |
| Production | Rick Cowan | Unit Manager |
| Production | Georgia Kacandes | Unit Production Manager |
| Sound | Larry Blake | Sound Re-Recording Mixer |
| Sound | Larry Blake | Supervising Sound Editor |
| Sound | Aaron Glascock | Assistant Sound Editor |
| Camera | David Jensen | Grip |
